Witch Night
by Erin T. Aardvark
Summary: The Little Ponies prepare for Witch Night, where Witch Cat comes down from Skull Mountain and terrorizes the land.
1. The Wind

_AUTHOR'S NOTE: This is heavily based on a Dr. Suess cartoon I like, "Halloween is Grinch Night" (or some places call it just "Grinch Night"). I thought it would make an interesting idea for an MLP fanfic. The original version included the songs from the special (modified slightly to fit the MLP universe), but since has a rule about songs in fanfics, I had to omit them. Also, I feel obligated to add this. All the unicorns can wink in and out, and apparently, they also have a second special ability (Fizzy can blow bubbles, Buttons has telekenetic powers, Ribbon can read minds, etc.). In the "Midnight Castle" episode, all Twilight *could* do was wink in and out, so I gave her the power to grant wishes. In any case, for those of you who are unfamiliar with my MLP world, Julie, Tommy, Anne, Franky, Witch Cat, and Sparky belong to me. Everyone else is Hasbro's._

* * *

It was a beautiful, mid autumn day in Ponyland. All the little ponies and their friends had just finished raking leaves, and now they were watching the sunset over the horizon. North Star and Lofty were taking a flight around the Estate.

"Isn't it a lovely evening?" North Star asked, as she flew around.

"I'll vouch for that," Lofty said with a smile.

After awhile, the two ponies landed on the ground, and they helped Paradise carry the basket of leaves out back where Megan, Danny, Molly, Julie, and Tommy were putting them into bags. Twinkles the cat was playing with some of the leaves, batting them around, and chasing them. Julie saw her and giggled.

"Awww, she's so cute!" she shouted.

"Oh brother," Danny said, rolling his eyes.

"Can I go flying with Whizzer when we're done, Megan?" Tommy asked. "Please, please, pleeeeaaaaase?"

"Sure, Tommy," Megan said with a laugh, as she tied one of the bags shut.

"Yay!" Tommy cheered.

As the group finished up with the leaves, the wind began to pick up. Some of the leaves blew all over the place. Twinkles ran chasing after them. Paradise looked at the sky, and sniffed for a minute.

"North Star?" she asked. "Do you smell what I smell?"

North Star looked in the direction Paradise was looking, and sniffed the air along with Paradise. The two Pegasus ponies looked at each other, surprised.

"I say! You don't think . . . ." North Star said.

"I do think," Paradise said, nervously. "No doubt about it, North Star! Everyone! Inside the Estate! Fast!"

"Why, what's wrong?" Franky asked.

"We'll explain later!" North Star shouted. "Just hurry into the Estate!"

No one asked any questions. They just ran into the Estate as fast as they could. Paradise and North Star began closing every door and window they could find, and locked them as well. Everyone stared at them as if they were crazy.

"It's time," Paradise said.

"Time for what?" Molly asked.

"It's . . . . . it's Witch Night!" North Star shouted, nervously.

"Witch Night?" Anne asked. "What in the world is a Witch Night?"

"It starts with the wind," Paradise said. "We call it a Sour Sweet Wind."

"Sounds like something out of a Dr. Suess story if you ask me," Danny said, leaning against the armrest of the couch.

"Sounds like Chinese food to me," Franky said.

"What _doesn't_ remind you of food?" Anne asked.

"When the wind starts howling," Paradise continued, ignoring Anne and the two boys, "it stirs up the pond. And it aggravates the Sea Ponies."

"So the pond water gets a little rough during the wind storm," Franky said with a shrug. "So what?"

Before Paradise could continue, the loudest yowling and howling was heard from outside.

It was the Sea Ponies, practically yowling their heads off. The ponies and their friends groaned, and tried to cover their ears.

"Too loud!" Baby Cuddles cried.

"Make them stop, Mama!" Baby Lickety-Split shouted.

"I can't!" Lickety-Split groaned.

"That's so what, Franky," Paradise said. "When the wind starts howling, it stirs up the pond, and the Sea Ponies start yowling!"

"So the Sea Ponies kill everyone's ear drums," Anne shrugged. "Big deal! I don't see why you guys are so panicked about this wind!"

"It's not just that," Paradise continued. "When the wind stirs up the pond, and the Sea Ponies start yowling, they wake up the Tree Bears."

"Tree Bears?" Molly asked.

"They're little bears that live in the trees," Paradise said.

"Awww, they sound cute," Julie said.

"They are cute," Paradise said with a nod. "But they sleep all through fall and winter, and they don't like to be woken up. When they wake up in the middle of their sleep, they begin growling."

"So does my mom when she gets a rude awakening from a nap," Franky said.

"The Tree Bears start growling," Paradise said again. And that . . . . . that irritates . . . . oh boy. Witch Cat!"

"Oh no!" Fizzy shouted.

"And then Witch Cat starts prowling!" Paradise shouted.

"You want to elaborate on that a little more, Paradise?" Anne asked.

"Yeah, I'm still a little confused," Megan said.

"Every hundred years or so," Paradise explained. "We get this Sour Sweet Wind, and it's been known as Witch Night. The last one was a hundred years ago. Witch Cat comes down off Skull Mountain, and witches everyone!"

"Witches?" Julie asked.

"What does that mean?" Megan asked.

"That means she terrorizes all of Ponyland!" Paradise shouted.

"That can't be good," Tommy said.

"And if we go outside, we'll be liable to get witched!" Paradise shouted.

"I say!" North Star shouted. "That's not good at all, is it?"

"I scared, Megan!" Baby Tiddly Winks shouted.

"Don't worry," Megan said. "I'm sure if we stay in the Estate, we'll be all right."


	2. A Wonderful Night for Eyebrows

Elsewhere, Witch Cat was standing out on her balcony, enjoying the weather, and looking down on Dream Valley.

"It's a wonderful night for eyebrows," she said. She waved her eyebrows up and down, and they flew off her face for a moment or so, and then returned.

"Sparky!" she called. She waited a few minutes, and turned toward the smaller door on the balcony. "Where is he? SPARKY!"

The small door creaked open, and out came a little blue dragon with rainbow colored scales, and wings. He peered out the door, timidly.

"It's a wonderful night for eyebrows," Witch Cat said. Sparky nodded.

"It's a happy night for us!" Witch Cat shouted, giving Sparky the biggest, toothy grin she could muster. "It's a wonderful night for Witch Night! Okay, Sparky, go get the wagon! We'll show those little ponies!"

Sparky left the balcony, and went to get the wagon Witch Cat was talking about. It was very large, and heavy. Witch Cat kept who only knows what in that thing, and they wanted to get it! Witch Cat had always wanted to unleash it on the little ponies, but she could never think of a good reason. Now she had one.

Back at Paradise Estate, Danny, Lemon Drop, and North Star were staring out the window, watching the wind blow things around. They got a good view of Skull Mountain, but they weren't able to see what Witch Cat was up to.

"I wish there was a way to know for sure whether or not she's coming down," North Star said.

"I think we'd need a pair of binoculars for that," Danny said.

"How about a periscope?" Franky asked.

"That'll work," Danny said. "But how are you gonna get a periscope in here?"

Franky just looked over at Twilight. The pink unicorn nodded, and lit up her horn.

"I wish, I wish, I _wish_!" she shouted.

Suddenly, a periscope lowered itself into the Estate. All the little ponies began talking at once. They were impressed.

"Any other questions?" Franky asked Danny.

"None," Danny said.

Paradise flew over to the periscope and looked through it. She was able to get a clearer shot of Skull Mountain.

"Oh dear," she said. "Looks like she's definitely coming down."

That was for sure! Witch Cat was looking down on Ponyland herself, getting ready for her descent to Dream Valley. She rubbed her hands together and cackled.

"Get the wagon, Sparky!" she shouted. "I'm rarin' to go!"

Thunder crashed and lightning flashed just as Witch Cat finished her song. Sparky tried to hide behind his wings. Witch Cat jumped up onto the wagon and cracked a whip.

"Ready!" she shouted. "Giddy-up Sparky!"

Witch Cat cackled madly as she continued to crack the whip. Sparky began to pull the heavy wagon down the mountain. And that was going to be easier said than done!

Paradise continued watching the action from the periscope. The other ponies were just sort of doing some every day activities to pass the time.

"She's coming down with a big wagon of some kind," she said.

"Why doesn't she just fly on her broomstick?" Franky asked, looking up from one of his comic books.

"I don't know," Paradise said. "She must be up to something."

"Well, I'm sure everything will work out in the end," Gingerbread said.

"I get the feeling things are going to get worse before they get better," Galaxy said, taking her turn looking into the periscope.

Witch Cat continued to cackle as she continued down the mountain with Sparky. Thunder crashed and lightning flashed as she continued cracking her whip. Sparky heaved a sigh. This was going to be a long night.

Lemon Drop was taking her turn looking through the periscope. Brandy was sitting on her back, looking as well. Thunder crashed again, and Brandy yipped. He scampered off Lemon Drop's back, and promptly hid under the couch.

"What's the matter with him?" Anne asked.

"Hey Brandy, what's the matter?" Spike asked, looking under the couch. Brandy began to whimper.

"He said that Witch Cat looks much better from under the couch," Spike replied.

"Get out from under the couch and face the facts, Brandy," Lemon Drop scolded. Brandy whimpered and crawled out from underneath the couch.

"How's it going, North Star?" Megan asked.

"Slowly," North Star said.

"What exactly are we in for when she shows up?" Anne asked, looking out the window.

"You name it!" Paradise shouted. "She'll destroy everything in her path!"

"Yeah," Surprise said. "And whatever she hates, she spits on it!"

To make a point, Surprise spat, right at the others.

"Ew, gross!" Julie shouted.

"Hey, here she is in action now," Firefly said. "She's rolling her wagon right over the flowers!"

Witch Cat stopped her wagon for a moment or so and looked back at the flowers she just flattened. One was starting to stand up again.

"Whoops," she said. "Missed one!"

Sparky backed the wagon up and the wheel squashed the poor little flower flat.

"Got it!" she cackled madly. Posey happened to be looking through the periscope when Witch Cat did that, and the little yellow pony was horrified.

"Oh the humanity!" she shouted. "Those poor, poor little flowers!"

North Star nodded, and went to the periscope and continued watching Witch Cat. As she was doing that, Julie was looking all around the Estate for something. Cupcake watched her for a moment or so before she walked up to her.

"What's the matter, Julie?" she asked.

"I can't find Twinkles," Julie said. "What if she's outside? What if the wind blows her away?"

"Oh, I'm sure she's around here somewhere, honey. Let's go ask Peachy. I'm sure she'll know where Twinkles is."

Julie followed Cupcake to where Peachy was. She was brushing Baby Lofty's tail.

"Peachy," Cupcake said. "We have sort of a problem. We can't find . . . ."

"I say!" North Star shouted. "Look at what she's doing now!"

"What's she doing?" Franky asked, stepping past North Star to get a good look at what was going on.

"She's chasing down the Bushwoolies," North Star said.

Witch Cat was whipping at Sparky to make him go faster. The Bushwoolies had rolled themselves into balls and began rolling down the side of the mountain.

"Get away!" one shouted.

"Yeah, yeah, get away, get away, yeah, get away, yeah!" the other Bushwoolies shouted as they rolled.

The Bushwoolies practically flew down the side of the mountain, and underneath some bushes. Witch Cat was heading right for them.

"Stop! Stop, you stupid dragon!" Witch Cat shouted.

Sparky skidded to a stop, but Witch Cat's wagon hit a nearby tree stump and threw the witch into the bush. And as if that weren't bad enough, Witch Cat had landed in a sticker bush!

"Ouch! Ooch! Eeech! Eep! Yaahhh!" she shouted. "Darn stupid sticker bush! Eee! I got stickers in my seat!"

"Those Bushwoolies are smart little guys," Gingerbread said, with a laugh. "Witch Cat just got stuck in a sticker bush!"

Everybody else began to laugh. Franky sat down to play a game of checkers with Anne when the two of them heard a tiny mew coming from outside.

"Mew!" it came again. "Mew! Meow! Meow!"

"Sounds like the cat wants to come in," Anne said as she jumped one of Franky's pieces.

"Yeah, right," Franky said, making a move.

Then reality sunk in. Franky and Anne jumped up, knocking the checker board and checker pieces onto the floor.

"Twinkles!" Anne shouted.

"Mew!" Twinkles cried pitifully.

"Where in the world is she?" Peachy asked, running to the window, searching for her kitty friend.

"Somewhere outside!" Paradise shouted.

"The wind will blow her away!" Julie shouted. "She's only a little kitten! She can't fight a strong wind! I just know the wind will blow her away!"

"No it won't," Surprise said, heading for the door. "I promise you, Jules, the wind will _not_ blow her away! I'm gonna go get her!"

"You can't go outside on a night like this!" Paradise shouted.

Surprise ignored her, and wrestled the door open against the wind. She looked up and saw Twinkles clinging to the roof with her little claws, mewing for someone to come and save her. Surprise fought against the wind and flew up to the roof. Twinkles was just a tiny kitten after all. The wind would blow her to parts unknown, and she'd never find her way back to Ponyland.

"How'd you get stuck up here, anyway?" Surprise asked.

"Mew," Twinkles said, pitifully.

Surprise didn't understand what she said. She didn't speak cat. But she had more important things to do. She picked up Twinkles by the scruff of her neck in her mouth, and carried her to the chimney. She looked down into it.

"HEY FIREFLY!" she screamed, to be heard over the wind, ultimately letting go of Twinkles. "CATCH!"

"Meeeeeeeewwwwwww!" Twinkles cried as she fell down the chimney.

Luckily, Firefly, hearing Surprise's call, was standing in the fireplace, so Twinkles landed on her back, claws first.

"YEEEOOOOWWWWW!" Firefly shrieked, and flew forward. Twinkles immediately jumped off her back, and ran for Julie. The little girl picked the little orange kitten up and gave her a hug.

"What about Surprise?" Paradise asked.

"I'M COMING!" Surprise yelled from up on the roof.

But before Surprise could fly down the chimney, the wind began picking up again, and it actually blew her off the roof. Another large gust of the Sour Sweet Wind swept Surprise right to Skull Mountain! Needless to say, this was a very strong wind!


	3. A Surprise is On Witch Cat

When Surprise didn't come inside, Paradise was leaning out the door to the Estate, looking for her. She had to keep the door open. The other ponies and their friends looked out the windows and out through the periscope, but they couldn't find a trace of Surprise. They figured she was lost forever somewhere on Skull Mountain.

Surprise flew up to the top of Skull Mountain and caught her breath. Her wings were tired from fighting against the wind. She looked around where she was.

"Well, I got the cat down," she said. "Now all I gotta do is figure out how _I_ get down!"

"Shhh!" a Bushwoolie from under the sticker bush hissed.

"Yeah, shhh, yeah shh, yeah shush, shush, yeah shh," the other Bushwoolies said.

"The Bushwoolies," Surprise said. "Still hiding under that bush?"

"Shhh," the Bushwoolies hissed again.

Surprise looked over to where they were pointing, and saw Sparky sitting there. Surprise walked over to him.

"Hey there fella," she said. "What are you doing way up here? Then again, maybe I don't want to know. I think I'll take you back to Paradise Estate with me. If I ever find it."

Surprise looked up and saw Witch Cat on her wagon, pulling stickers out of her rear end.

"I won't be able to sit for a week!" she moaned. "I'll show them. I'll throw stickers on them I'll . . . . . a pony? A little pony?! ON MY MOUNTAIN?!"

"Uhh yeah," Surprise said, a little nervously. "My name is Surprise. Hey, listen, are you really as powerful as they say you are?"

"AM I WHAT?!" Witch Cat shrieked.

"Okay, never mind! Sheesh, Brandy was right! You _do_ look better from under the couch!"

"Get Brandy out from under the couch and face the facts! Am I as powerful as they say I am. Hmph! I'll show her."

Witch Cat wiggled her eyebrows, and they flew off her face. Surprise had ducked behind a tree stump trying to avoid Witch Cat's swooping eyebrows. Witch Cat laughed like crazy. And drove her wagon off. Surprise watched her go, and glared at her. She knew what she was up to. She was going to do that to the little ponies, only worse! Surprise knew what she had to do now. Stall for time. She flapped her wings and flew down the mountain as fast as she could, then skidded to a halt right in the wagon's path. Sparky screeched to a halt.

"And what does the pretty little pony want this time?" Witch Cat asked, getting a little impatient with the delay.

"Well, ahh, ummm . . . ." Surprise stammered. She clearly hadn't thought of a way to stall yet. "I thought maybe you could scare me a little more. I, uhh, I kinda like it."

"Look, pony, I gave you the two dollar treatment. You're not worth a full class witching! Listen, I've got places to go, people to see, and ponies to scare so GET OUT OF MY WAY!"

Intimidated, Surprise jumped out of the way, and Sparky continued to pull the wagon down the mountain. But Surprise wasn't licked yet. She flapped her wings again, and flew down the mountain. She was well enough ahead of Witch Cat. She began to brush the dirt away from her body with her tail when Witch Cat came along with her wagon, and skidded to a halt. Surprise cringed, but continued picking brushing dirt from her coat, anyway.

"Okay, sister, you're asking for it!" Witch Cat shouted.

Surprise ignored her, and flicked a dirt away. Witch Cat practically had steam coming out of her ears.

"Quit fiddling with that stupid tail of yours!" Witch Cat shouted.

Again, Surprise flicked dirt off her white coat.

"Stop grooming yourself and get up here!" Witch Cat yelled, losing all patients whatsoever.

"All right already, I'm coming!" Surprise shouted.

Surprise flapped her wings, and flew to the wagon. Once she got to the top, she glared at the witch.

"Hit me with your best shot, you kooky kitty!" she shouted.

"Just remember, doc," Witch Cat said. "You asked for it!"

"Who do you think you are? Bugs Bunny?"

Witch Cat just let out a low cackle, and opened a hatch on her wagon. A giant green glob came out, followed by some of the creepiest things known to man! They all surrounded Surprise, and then suddenly disappeared.

"Enjoying yourself?" Witch Cat asked, but Surprise couldn't see her. "Take a little walk."

Surprise gulped, and took a couple of steps forward. And she almost ended up getting stepped on by a giant foot! Everywhere she turned, she was blocked off by a giant foot. Surprise then fell through a trap door and down a slide. She was so surprised at that, she forgot she was a pegasus pony! She began looking around. This place was beginning to remind her of a fun house. Only she wasn't having any fun!

"Enjoying yourself?" Witch Cat's voice asked again. "Take a Spooks Tour!"

"What have I got to lose?" Surprise asked. "Other than possibly my life."

Surprise walked into a doorway and found himself surrounded by spooks, ghosts, goblins, and ghouls. Surprise gulped, and ran as fast as he could. She was being chased by all these creepy crawlies, which included bats, and giant buzzards. Every doorway Surprise ran through found a new creature, and new terror. She ran through a door, and found herself running in what appeared to be glue! She managed to get through the sea of glue by flying out of it, flapping her wings as hard as possible. She ran into a room with a white and blue tiled floor. She just stood there for a minute while a box formed around him. Then he sprung upwards like a jack in the box. Behind him was a purple ghost. Surprise hovered there for a minute or so, and then sniffed at the air. Then she smiled triumphantly.

"Ha!" Surprise shouted, as she kicked the door of Witch Cat's wagon closed.

"What's ha?" Witch Cat asked.

"Your little ol' Witch Night wind just flew the coop," Surprise said.

"What?"

"Well, I'm sure you know no wind's gonna last forever. So this one died down. And when the Sour Sweet Wind dies down, the pond stops churning, and the Sea Ponies stop yowling, and the Tree Bears stop growling, and that stops ol' Witch Cat from prowling!"

"Nah-aah-uhhh," Witch Cat said, realizing the wind had stopped. "Huh. Well, I'll be witched!"

Surprise gave her a smirk, and started off down Skull Mountain. Witch Cat kicked a rock and leaned against the wagon.

"Come on, Sparky," she said.

Sparky looked at Witch Cat and then down at Surprise.

"Come on, Sparky!" Witch Cat shouted again. "Turn this wagon around and let's go home!"

Witch Cat waited, but then got the shock of her life! Sparky broke the harness loose, and blew Witch Cat a raspberry. Then he began grunting. He flapped his wings, and flew directly onto Surprise's back.

"Come on, fella," Surprise said, smiling. "Let's split!"

In the meantime, North Star was watching the whole thing through the periscope. She let out a shriek, flew into the air, and performed a double inside out loop.

"North Star!" Firefly shouted. "That's _my_ trick!"

"Surprise's coming back!" North Star shouted excitedly.

Everyone cheered, and ran out the doors of the Estate. Everyone asked her questions about what happened, and Surprise explained best he could.

"So what happens now?" Megan asked.

"Nothing for another hundred years," Paradise said.

All the little ponies and their friends began to laugh over that one, and they went into the Estate to feed Sparky.

In the meantime, Witch Cat was dragging her wagon up her mountain.

"I'm sure gonna miss that Witch Night Ball," she said. "But that wind will be back someday, I'll be back someday!"

And with that, Witch Cat cackled all the way up to her mountain.

The End

(maybe)


End file.
